An honorable calling

Dan Harper is vice president, corporate counsel and secretary for Océ North America, Inc. He is also President Elect of the Chicago Chapter of the Association of Corporate Counsel.

He will begin writing for the blog once a week, sharing his opinions and thoughts from the perspective of an in-house counsel. Here is his first entry.

“It takes many good deeds to build a good reputation, and only one bad one to lose it.”— Benjamin Franklin

Practicing law is an honorable calling. Never ever forget that. We are professionals duty bound to zealously represent our clients to the utmost of our ability. I think sometimes non-lawyers view lawyers as shifty characters because they don’t understand how we work. We make arguments that clients might not always understand. We present the facts in a light most reasonable to the position that is favorable to our clients. We posture. We cajole. We threaten. We tear into people in search of the truth. We often deal in unpleasantries. Not many people are fond of lawyers as a group, until they need one. We sometimes then get the wink and knowing nod from the client, to demonstrate that they “understand” how we operate, they’ll play along and assume that we will take care of the dirty stuff outside of their presence.

Many clients do not understand that it is our sworn ethical obligation to represent them zealously, honestly and ethically. I remember when I passed the bar some years back. Someone sent me an article likening a new lawyer’s integrity to a brand spanking new shiny suit of armor. The suit protects the lawyer’s untarnished reputation. Each time the lawyer compromises his or her integrity, the armor is nicked, rust appears corrupting the protective coating worn by the lawyer and eventually lays bare the vulnerable flesh beneath it. This is an apt analogy don’t you think?

How many times have you encountered a lawyer that rarely does what he says he will do, cuts corners on advice, pads the bill a tad or fudges “just a little” on document production? How do you view that lawyer when you next cross paths? On the other hand, how many times have you encountered an adversary who behaves as the ultimate professional, who can be trusted not to take pot shots at you or use underhanded tactics to gain an edge? At the end of the day, in which case does the client fare better?

Our jobs and our lives are complicated enough without having to negotiate the day (or the deal) worrying about whether or not the people with whom we are dealing can be trusted. Whether with our adversaries or with our own clients, we have a responsibility to ourselves, to our clients and to our profession to be honest, to say what we mean, to do what we say, honor the profession, respect the law, do what is right and win. How pleasant our professional lives are when we practice these principles and have them practiced on us.

So, polish up your suit of armor, strap it on for battle. Shine for your clients and your profession. Do the right thing. Most of all protect your integrity, for at the end what does any one of us have left but our good name?

5 responses to “An honorable calling”

Hey, Daniel: I’m thrilled to see that your in-house perspectives are part of this honorable institution at the Chicago Lawyer!

I agree with you that as lawyers, we often tread a path that others don’t understand or that makes it easy to vilify us unjustly. And I agree with you that we all owe our calling and our clients the highest standards of professionalism.

I also believe, however, that in-house lawyers are are in a key position as we all struggle to define what professionalism means and should mean in the modern eral: we are uniquely positioned to not only reward / dis-incent anything less than the behaviors we want from our staffs and outside counsel, but also to help blaze new trails into what will sure have to be evolving definitions of the role of the ethical lawyer in the future. And we need to actively engage with the bars on these issues.

Think about how the practice of law has changed since the first rules of professionalism were inked in the late 1800s. Even since the model code we would recognize as the one that is the basis of today’s rules in most every US jurisdiction was drafted several decades ago.

With the rise of such distinct and unavoidable movements as technological and communication advances, globalization and cross-border business and practice needs, and the movement of law toward practice in significant business enterprises (both in law firms and legal departments), the tensions on the rules written primarily to guide a solo practitioner with an individual client and a limited range of “local” matters are overwhelming. And they often leave us navigating our practices without a more sophisticated compass than our best intentions. While I do trust most lawyers I know to make the right decisions in these difficult times, this goes back to the issue of client and public perceptions of whether lawyers are living up to the trust that society has placed in us.

Add to this the stress on the role of the modern corporate in-house lawyer, who must balance the needs of the management with whom she works with the needs of the entity (which must often be defined on the spot by the lawyer), look at the emerging and merging roles of corporate compliance and ethics officers and the mish-mash of professional and fiduciary responsibilities that role creates for the many lawyers who try to fill those shoes, and the difficulty of establishing and enforcing both an ethical culture and compliance with the variable standards of the 127 different jurisdictions in which the client is doing business (all done now over a blackberry) and you’ve got a head-spinning proposition! Add a large dose of close public scrutiny on every failure the company experiences, and you have a nightmare of exposure and risk that the lawyer of several decades ago, who believed that he represented his client at arm’s length and that the client’s actions were ultimately his own, and you’ve got a lot of worried corporate counsel.

The answer is clearly not in tossing out the old codes to start again, but it’s also not likely to be found by tweaking a corner here and a smidgeon there. I’d be interested in your ideas and your colleagues’ responses to the question of whether a separate and parallel code of professional responsibility should be developed for the corporate lawyer working with the “sophisticated” legal consumer that is his client: not one that ignores the traditions and precepts of lawyer professionalism, but one that is better suited to helping corporate lawyers, both inside and outside, navigate the complexity and emerging issues of professionalism posed by their practice environment? I’m not to the point of endorsing this view yet, but there are more and more rational voices discussing it, so I’d love for you to weigh in.

I agree with your analysis. From a litigation perspective, it is far more rewarding to do battle with an adversary who is trustworthy and honorable. It is also more cost-effective for clients when both their counsel and opposing counsel act with integrity. Clients do not end up paying their counsel to chase down adversaries who fail to respond as promised or to send confirming letters locking-in an adversary who says one thing but does another. In addition, the parties do not approach settlement with the same level of mistrust or skepticism when the involved counsel have reputations as honorable and trustworthy lawyers.

Dan well said! On this Fourth of July weekend I am reminded that our country was founded upon principles of honesty, integrity and character. In fact, it was George Washington who said, “I hope I shall possess firmness and virtue enough to maintain what I consider the most enviable of all titles, the character of an honest man.